EXHIBIT 10.33
[LOGO OF ADVANCED AESTHETICS INSTITUTE]
June 1, 2005
Ms. Carolyn Aversano
156 June Road
North Salem, New York 10560
Dear Carolyn:
It is with great pleasure that Advanced
Aesthetics Institute,
Inc. (AAI) offers
you the position of Senior Vice
President of Stores
Operations
for Sephora's
(Adjacent Stores and Store within a Store)
with the effective start date of June
20, 2005. This position reports to John
Higgins.
In this position, you will be responsible
for the development
and execution of
the AAI/Sephora Store brand concept. Your
employment agreement is as follows:
o
Your base pay will be $ 7,692.31 biweekly, which when
annualized
is equivalent to $200,000 per year. Your first
partial biweekly payroll is scheduled for July 8, 2005.
o
You will be eligible
for an incentive bonus of 30% of base
salary. 70% of your
incentive bonus will be based on P & L
performance while 30% of your incentive bonus will be based on
specific individual
objectives.
Both
components
will be
mutually agreed upon by the Board of Directors, Rich Rakowski,
John Higgins, and yourself. All terms and conditions specified
in the incentive
plan program are subject to management
discretion.
o
An initial
options grant of 50,000 shares of AAT company
stock, subject to
approval by the Board of Directors and the
terms of the company's
stock option plan.
The Stock options
will vest over 4 years (25% per year) and will have an
exercise price of $4/share.
o
On July 1, 2005, you
will be eligible to
participate in our
medical, dental and
vision insurance
options and flexible
spending accounts, subject to plan terms; with a percentage of
the premiums paid for by AAI.
o
You will be eligible to partici
